Working Capital Adjustment

Working Capital Adjustment. Means, on any Option Consummation Date or Extended Option Consummation Date, an amount (which may be less than zero) equal to Working Capital on such date minus $2,000,000; PROVIDED, HOWEVER, that in no event shall the Working Capital Adjustment exceed $5,000,000.

Working Capital Adjustment. Means the sum, if any, without duplication, of (x) the payment to be made to Holdco pursuant to the mutual written agreement of Holdco and the Stockholders Representative pursuant to Section 5.27(b) of the Merger Agreement, plus (y) the amount set forth in the Working Capital Award (as that terms is defined in the Merger Agreement), plus (z) without duplication of any amounts set forth in the Working Capital Award or retained by Holdco pursuant to Section 5.27(e) of the Merger Agreement, any... reasonable documented out-of-pocket fees and expenses of the prevailing party as determined by the Independent Accountant in accordance with Section 5.27(e) of the Merger Agreement. View More